Sprint - Nextel 2011 Annual Report Download - page 290

subject to taxation under Section 409A of the Code shall have no force and effect until amended to comply with Section 409A of the Code
(which amendment may be retroactive to the extent permitted by Section 409A of the Code and may be made by the Corporation without the
consent of Participants).
(b) In order to determine for purposes of Section 409A of the Code whether a Participant is employed by a member of the
Corporation’s controlled group of corporations under Section 414(b) of the Code (or by a member of a group of trades or businesses under
common control with the Corporation under Section 414(c) of the Code) and, therefore, whether the shares of Common Stock that are or have
been purchased by or awarded under this Plan to the Participant are shares of “service recipient” stock within the meaning of Section 409A of
the Code:
(i) In applying Code Section 1563(a)(1), (2) and (3) for purposes of determining the Corporation’s controlled group
under Section 414(b) of the Code, the language “at least 50 percent” is to be used instead of “at least 80 percent” each place it
appears in Code Section 1563(a)(1), (2) and (3); and
(ii) In applying Treasury Regulation Section 1.414(c)-2 for purposes of determining trades or businesses under
common control with the Corporation for purposes of Section 414(c) of the Code, the language “at least 50 percent” is to be
used instead of “at least 80 percent” each place it appears in Treasury Regulation Section 1.414(c)-2.
19. Effective Date and Term of Plan.
(a) This Plan will be effective as of the Effective Date. No grant will be made under this Plan more than ten (10) years after
the date on which this Plan is first approved by the stockholders of the Corporation, but all grants made on or prior to such date will continue
in effect thereafter subject to the terms thereof and of this Plan.
(b) Upon the Effective Date, no further grants of awards are permitted under the Predecessor Plans. All awards under the
Predecessor Plans that remain outstanding shall be administered and paid in accordance with the provisions of the applicable Predecessor Plan
and award agreement.
20. Amendments and Termination.
(a) The Board may at any time and from time to time, to the extent permitted by Section 409A of the Code, amend, suspend
or terminate this Plan in whole or in part; provided, however, that if an amendment to this Plan (i) would materially increase the benefits
accruing to Participants under this Plan, (ii) would materially increase the number of securities which may be issued under this Plan, (iii)
would materially modify the requirements for participation in this Plan, or (iv) must otherwise be approved by the stockholders of the
Corporation in order to comply with applicable law or the rules of the New York Stock Exchange or, if the shares of Common Stock are not
traded on the New York Stock Exchange, the principal national securities exchange upon which the shares of Common Stock are traded or
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